SEC Form 4 · accession 0001144204-15-002257
POSITIVEID Corp · PSID
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William J Caragol
Officer — Chairman and CEO · Director · 10% Owner
Period of report
Jan 12, 2015
Accepted (ET)
Jan 14, 2015 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001347022
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 12, 2015 | A | 100,000 | $0.027 | A | 2,251,916 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series I Convertible Preferred StockF2,F4,F3 | $0.027 | Jan 12, 2015 | A | 225 | A | Jan 1, 2017 | — | Common Stock | 8,333,333 | 856 | D |
Explanation of responses
- F1Shares of restricted stock were granted to Mr. Caragol pursuant to the First Amendment to Employment and Non-Compete Agreement dated December 7, 2011. These restricted shares were issued on January 12, 2015 and will vest on January 1, 2016.
- F2On January 12, 2015, PositiveID Corporation granted to Mr. Caragol 225 shares of Series I Convertible Preferred Stock ("Series I") as incentive compensation for 2014. The Series I granted to Mr. Caragol has a stated value of $1,000 per share and are convertible into 8,333,333 shares of common stock, par value of $0.01, at $0.027 per share. The Series I will vest on January 1, 2017.
- F3No expiration date.
- F4Mr. Caragol owns a total of 856 shares of the Company's Convertible Series I Preferred Stock, convertible as of January 12, 2015 into 32,292,135 shares of common stock which constitute majority of his beneficial ownership in the Company.